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New Found Gold Closes Bought Deal Financing Including Full Exercise of Underwriters' Over-Allotment Option for Gross Proceeds of $115M

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New Found Gold (NYSE American: NFGC) closed a bought‑deal financing, issuing 38,870,000 common shares at C$2.96 per share, including full exercise of a 5,070,000 over‑allotment option, for aggregate gross proceeds of C$115,055,200. The company paid aggregate underwriting fees of C$5,160,441 and said net proceeds will advance its 100%‑owned Queensway Gold Project and for general corporate and working capital purposes. Certain insiders, including Eric Sprott, participated and maintained related party status; the transaction relied on MI 61‑101 exemptions and remains subject to final TSXV approval.

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Positive

  • Gross proceeds C$115,055,200
  • Issued 5,070,000 overallotment fully exercised
  • Proceeds allocated to advance Queensway project
  • Cornerstone investor participation (Eric Sprott maintained ~19%)

Negative

  • 38,870,000 new shares issued (share dilution)
  • Underwriting fees aggregated C$5,160,441
  • Insider participation constitutes a related‑party transaction
  • Offering remains subject to final TSXV approval

News Market Reaction – NFGC

-1.45%
-1.45% Session close to close

In the Apr 27 session, NFGC declined 1.45%, reflecting a mild negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

This announcement confirms closing of a sizable equity financing, with 38,870,000 shares issued at $...
Analysis

This announcement confirms closing of a sizable equity financing, with 38,870,000 shares issued at $2.96 for gross proceeds of $115,055,200. Proceeds are earmarked to advance the 100%-owned Queensway Gold Project and for corporate purposes, extending a recent sequence of financings. Historical filings and technical reports highlight ongoing development at Queensway and Hammerdown, while investors may monitor deployment of funds and future project milestones as key indicators.

Key Figures

Shares issued: 38,870,000 shares Offering price: $2.96 per share Over-allotment shares: 5,070,000 shares +5 more
8 metrics
Shares issued 38,870,000 shares Common shares in bought deal public offering
Offering price $2.96 per share Price per common share in the bought deal
Over-allotment shares 5,070,000 shares Underwriters’ over-allotment option fully exercised
Gross proceeds $115,055,200 Aggregate gross proceeds of the offering
Underwriters’ cash fee $5,160,441 Aggregate cash fee paid to the underwriters
Underwriting fee rate 5.25% Fee on gross proceeds excluding President's List sales
President's List fee rate 1.0% Fee on gross proceeds from President's List sales
Eric Sprott holding 19% Approximate post-offering shareholding maintained

Historical Context

5 past events · Latest: Apr 22 (Positive)
Pattern 5 events
Date Event Sentiment 24h Move Catalyst
Apr 22 Drill results update Positive +1.8% High‑grade Dropkick Zone drill results expanding strike and depth at Queensway.
Apr 20 Financing package Positive +6.9% Announcement of C$205M package including C$100M equity and C$105M credit facility.
Mar 25 Year-end filings Neutral -7.7% Filing of 2025 annual financials and Form 40‑F with regulators.
Mar 17 Technical report Positive -2.7% NI 43‑101 Hammerdown PEA filing outlining project economics and resources.
Mar 05 Debt term sheet Positive -3.9% US$75M senior secured debt term sheet to fund Queensway development.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Recent news has often driven sizeable but directionally mixed moves, with financing-related items skewing positive and technical/project updates sometimes seeing negative reactions.

Recent Company History

Over the last two months, New Found Gold reported multiple Queensway drill results, filed a Hammerdown PEA, completed the Maritime acquisition, and disclosed annual filings. Financing has been a major theme, including a C$205M package and a US$75M term sheet. The current bought deal closing builds on this capital-raising trend to advance Queensway and Hammerdown, following prior drill success and technical reports outlined in recent 6-K and 40-F filings.

Key Terms

bought deal, over-allotment option, prospectus supplement, short form base shelf prospectus, +4 more
8 terms
bought deal financial
"previously announced "bought deal" public offering of 38,870,000 common shares"
A bought deal is a type of securities offering where an investment bank agrees to purchase the entire share or bond issue from a company up front and then resells it to investors, acting like a wholesaler who guarantees the sale. For investors, it matters because it gives the company fast, certain access to cash while potentially signaling pricing pressure or dilution—meaning the shares may be sold at a discount and existing holders could see their ownership reduced.
over-allotment option financial
"exercise, in full, of the Underwriters' ... over-allotment option"
An over-allotment option is a special agreement that allows underwriters to sell more shares than initially planned if demand is high. Think of it like a retailer offering extra units of a popular product to meet additional customer interest. This option helps ensure the full sale is completed and can also give investors extra shares if they want more.
prospectus supplement regulatory
"by way of a prospectus supplement (the "Prospectus Supplement") to the Company's"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
short form base shelf prospectus regulatory
"to the Company's short form base shelf prospectus dated May 23, 2025"
A short form base shelf prospectus is a pre-approved, reusable document that lets a company register a pool of securities (like stocks or bonds) it can sell over time without repeating a full disclosure process each time. Think of it as a menu the company files once so it can quickly offer items from that menu later; investors care because it speeds up capital raises, can dilute existing holdings, and signals the company’s ability to access funding when needed.
Form F-10 regulatory
"forming part of the Company's registration statement on Form F-10 in the United States"
Form F-10 is a standardized prospectus document filed with Canadian securities regulators when a Canadian company offers shares or other securities to the public. It lays out the company’s business, financial results, management, and risks—like a detailed product label that helps investors compare what they’re buying and understand potential downsides. For investors, the form matters because it provides the core information needed to evaluate the safety, value and terms of a public securities offering.
registration statement regulatory
"forming part of the Company's registration statement on Form F-10 in the United States"
A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.
Multilateral Instrument 61-101 regulatory
"within the meaning of Multilateral Instrument 61-101 Protection of Minority"
Multilateral Instrument 61-101 is a securities regulation that sets rules for certain corporate deals—like mergers, asset sales, or related-party transactions—to protect minority shareholders by requiring extra disclosure, independent valuation and, in many cases, formal shareholder approval. Think of it as an impartial referee and checklist that forces companies to show the full playbook and get a vote or an independent price opinion, so investors can judge whether a proposed deal is fair and avoid being overridden by insiders.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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All amounts in Canadian dollars unless otherwise noted

Vancouver, British Columbia--(Newsfile Corp. - April 27, 2026) - New Found Gold Corp. (TSXV: NFG) (NYSE American: NFGC) ("New Found Gold" or the "Company") is pleased to announce that it has closed its previously announced "bought deal" public offering of 38,870,000 common shares of the Company (the "Common Shares") at a price of $2.96 per Common Share (the "Offering Price"), including the exercise, in full, of the Underwriters' (as defined below) over-allotment option (the "Over-Allotment Option") of 5,070,000 Common Shares at the Offering Price per Common Share, for aggregate gross proceeds of $115,055,200 (the "Offering").

The Offering was completed pursuant to an underwriting agreement, dated April 22, 2026, entered into among the Company and a syndicate of underwriters led by BMO Capital Markets and SCP Resource Finance LP and including Canaccord Genuity Corp., National Bank Financial Inc., Paradigm Capital Inc., Roth Canada, Inc., ATB Cormark Capital Markets, Beacon Securities Limited, CIBC Capital Markets, Desjardins Capital Markets and Stifel Canada (collectively, the "Underwriters").

Both EdgePoint Investment Group Inc. and Mr. Eric Sprott participated in the Offering with co-lead orders. Mr. Sprott has maintained his approximate 19% shareholdings.

In connection with the closing of the Offering, the Company paid to the Underwriters a cash fee in the aggregate amount of $5,160,441, representing (i) 5.25% of the gross proceeds of the Offering, other than the gross proceeds raised from certain sales pursuant to a president's list (the "President's List Sales"); and (ii) 1.0% of the gross proceeds raised from President's List Sales. BMO Capital Markets, SCP Resource Finance LP, Canaccord Genuity Corp., National Bank Financial Inc., Paradigm Capital Inc., Roth Canada, Inc., ATB Cormark Capital Markets, Beacon Securities Limited, CIBC Capital Markets, Desjardins Capital Markets and Stifel Canada each received $1,967,418, $1,722,297, $245,121, $245,121, $245,121, $245,121, $98,048, $98,048, $98,048, $98,048 and $98,048, respectively.

The net proceeds from the Offering will be used by the Company to advance its 100% owned Queensway Gold Project ("Queensway") and for general corporate and working capital purposes.

The Common Shares were offered in all of the provinces and territories of Canada, excluding Quebec and Nunavut, by way of a prospectus supplement (the "Prospectus Supplement") to the Company's short form base shelf prospectus dated May 23, 2025 (the "Base Shelf Prospectus"). The Common Shares were also offered by way of a U.S. prospectus supplement to the Company's base shelf prospectus (the "U.S. Prospectus") forming part of the Company's registration statement on Form F-10 in the United States. Copies of the Prospectus Supplement, Base Shelf Prospectus, U.S. Prospectus and documents incorporated by reference therein are available electronically on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov under New Found Gold's issuer profile, as applicable.

The Offering remains subject to the final approval of the TSX Venture Exchange (the "TSXV").

Certain directors and officers of the Company participated, directly or indirectly, in the Offering, along with the Company's cornerstone investor, Mr. Eric Sprott, who is considered a "related party" of New Found Gold due to his shareholdings (collectively, the "Insiders"). The Insiders' participation in the Offering constitutes "a related party transaction" within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company has relied on the exemptions from valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of such related party participation.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Common Shares in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction.

About New Found Gold

New Found Gold is an emerging Canadian gold producer with assets in Newfoundland and Labrador, Canada. The Company holds a 100% interest in Queensway and the Hammerdown Gold Project, which includes the Hammerdown deposit and Pine Cove milling and tailings facilities. The Company is currently focused on advancing its flagship Queensway to production and bringing the Hammerdown deposit into commercial gold production.

In July 2025, the Company completed a PEA at Queensway (see New Found Gold press release dated July 21, 2025). Recent drilling continues to yield new discoveries along strike and down dip of known gold zones, pointing to the district-scale potential that covers a +110 km strike extent along two prospective fault zones at Queensway.

Throughout 2025, New Found Gold built a new board of directors and management team and has a solid shareholder base which includes cornerstone investor Eric Sprott. The Company is focused on growth and value creation.

Keith Boyle, P.Eng.
Chief Executive Officer
New Found Gold Corp.

Contact

For further information on New Found Gold contact us through our investor inquiry form on our website or contact:

Fiona Childe, Ph.D., P.Geo.
Vice President, Communications and Corporate Development
Phone: +1 (416) 775-2700
Email: contact@newfoundgold.ca

Qualified Person

The scientific and technical information disclosed in this press release was reviewed and approved by Keith Boyle, P.Eng., CEO, and a Qualified Person as defined under NI 43-101. Mr. Boyle consents to the publication of this press release by New Found Gold. Mr. Boyle certifies that this press release fairly and accurately represents the scientific and technical information that forms the basis for this press release.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Forward-Looking Information

This press release contains certain "forward-looking statements" within the meaning of Canadian and United States securities legislation, including statements regarding the Offering, the use of proceeds of the Offering; the approval by the TSXV of the Offering; the Company's focus on advancing Queensway to production and bringing the Hammerdown deposit into commercial gold production; and the Company's focus on growth and value creation. Although the Company believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. Forward-looking statements are statements that are not historical facts; they are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "interpreted", "intends", "estimates", "projects", "aims", "suggests", "indicate", "often", "target", "future", "likely", "pending", "potential", "encouraging", "goal", "objective", "prospective", "possibly", "preliminary", and similar expressions, or that events or conditions "will", "would", "may", "can", "could" or "should" occur, or are those statements, which, by their nature, refer to future events. The Company cautions that forward-looking statements are based on the beliefs, estimates and opinions of the Company's management on the date the statements are made, and they involve a number of risks and uncertainties. Consequently, there can be no assurances that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Except to the extent required by applicable securities laws and the policies of the TSXV and NYSE American LLC , the Company undertakes no obligation to update these forward-looking statements if management's beliefs, estimates or opinions, or other factors, should change. Factors that could cause future results to differ materially from those anticipated in these forward-looking statements include risks associated with the Company's ability to complete exploration and drilling programs as expected, possible accidents and other risks associated with mineral exploration operations, the risk that the Company will encounter unanticipated geological factors, risks associated with the interpretation of exploration results and the results of the metallurgical testing program, the possibility that the Company may not be able to secure permitting and other governmental clearances necessary to carry out the Company's exploration plans, the risk that the Company will not be able to raise sufficient funds to carry out its business plans, and the risk of political uncertainties and regulatory or legal changes that might interfere with the Company's business and prospects. The reader is urged to refer to the Company's Annual Information Form and Management's Discussion and Analysis, publicly available through the Canadian Securities Administrators' System for Electronic Data Analysis and Retrieval + (SEDAR+) at www.sedarplus.ca and on the website of the United States Securities and Exchange Commission at www.sec.gov for a more complete discussion of such risk factors and their potential effects.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/294314

FAQ

How much did New Found Gold (NFGC) raise in the April 27, 2026 bought‑deal financing?

The company raised aggregate gross proceeds of C$115,055,200 from the offering. According to the company, that total reflects issuance of 38,870,000 common shares at C$2.96 each, including full exercise of a 5,070,000 share over‑allotment option.

How many new shares did New Found Gold (NFGC) issue and at what price in the financing?

New Found Gold issued 38,870,000 common shares at a price of C$2.96 per share. According to the company, that total includes a fully exercised over‑allotment of 5,070,000 shares.

What will New Found Gold (NFGC) use the net proceeds from the C$115.06M offering for?

The net proceeds will be used to advance the company’s 100%‑owned Queensway Gold Project and for general corporate and working capital purposes. According to the company, those are the stated primary uses of funds.

What underwriting fees did New Found Gold (NFGC) pay for the bought‑deal financing?

The company paid aggregate underwriting fees of C$5,160,441, reflecting specified fee rates for the offering and President's List sales. According to the company, individual underwriter allocations are disclosed in the announcement.

Did insiders participate in New Found Gold's (NFGC) financing and what is the implication?

Yes; certain directors, officers and cornerstone investor Eric Sprott participated, which the company says constitutes a related‑party transaction under MI 61‑101. According to the company, it relied on MI 61‑101 exemptions for that participation.

Is the New Found Gold (NFGC) offering final and fully approved by exchanges?

The offering closed but it remains subject to final approval by the TSX Venture Exchange. According to the company, TSXV final approval is still required for the transaction to be fully finalized.